So, you bring claims for Idea Misappropriation; Unfair Competition;
Breach of Oral Contract; Breach of Implied Covenant of Good Faith and
Fair Dealing; Negligence; Misappropriation of Trade Secrets; Conversion
of Trade Secrets; and Promissory Estoppel. All claims are based on the
same set of facts. Any problems?

The Uniform Trade Secrets Act was designed, by the Commissioners, to “be
applied and construed to effectuate its general purpose to make uniform
the law with respect to the subject of this Act among states enacting
it.” The general purpose has been stated as follows:

[T]o create a uniform business environment [with] more certain standards
for protection of commercially valuable information, and to preserve a
single tort action under state law for misappropriation of trade secret
as defined in the statute and thus to eliminate other tort causes of
action founded on allegations of misappropriation of information.

Other tort causes of action are the issue. One Federal Court judge has
explained that finding something other than a trade secret and then
applying other tort claims would destroy the general purpose of
uniformity.

If the UTSA’s preemption provision only preempted claims of
misappropriation of information that meets the statutory definition of a
“trade secret,” the provisions purpose would be undermined. In every
instance where a plaintiff could not meet the statutory requirements of
the Uniform Act, the court would be forced to re-analyze the claim under
the various common law theories. Such a result would undermine the
uniformity and clarity that motivated the creation and passage of the
Uniform Act.

The UTSA is intended to foster uniformity in the definition of state
laws, and a party may not read this design out of the statutory scheme
under the guise of “plain language” or any other rule of construction.

dennis l. hall

Dennis graduated from Indiana and Columbia (75,
77, and 79) in economics, and has taught at several colleges. With a
Minnesota law degree (87), Dennis likes all areas of the law that cross
with economics: antitrust, unfair competition, trade practices,
copyright, trademark, damages.